The evil witch of Spiral Mountain, Gruntilda, is inside her lair, asking her cauldron Dingpot questions about who is the 'nicest and fairest of them all', to which Dingpot reluctantly answers, "You are, mistress". She gloats over her "beauty", until Dingpot finally breaks his 'silence' and tells the witch that Tooty, another inhabitant of Spiral Mountain, is actually the prettiest and the fairest of them all. Grunty reacts angrily and decides to kidnap Tooty in order to steal her beauty. She grabs her broom and sets off immediately. Meanwhile, Tooty is running around Spiral Mountain, when she is greeted by Bottles in front of Banjo's House. She eagerly tells Bottles that she is going on an adventure with her brother, Banjo. Inside the house, Banjo is sleeping soundly, with his breegull friend, Kazooie, napping in his backpack. Tooty and Bottles are still talking, until Bottles spots Grunty in the distance, but confuses her for Banjo (due to his shortsightedness). Grunty immediately goes for Tooty, and a struggle ensues. Kazooie, eager for action and adventure, overhears the clamor outside as well as Bottles' cries for help and tries to wake Banjo up. Banjo and Kazooie leave their house, only to discover that Grunty has gone off and kidnapped Tooty! Bottles tells the bear and bird that they must venture through Gruntilda's Lair to rescue Tooty. Bottles offers to prepare the duo to fight Gruntilda by teaching them some basic moves and repairing the bridge leading to the lair's entrance. Banjo and Kazooie set off on an adventure into the lair to save Tooty.